Quarterly AUDITED

Quarterly AUDITED/UNAUDITED Results AND LIMITED REVIEW By Listed Companies

Every Listed Company under Clause 41 of the Listing Agreement is required to furnish un-audited quarterly results on a quarterly basis in the prescribed format to the concerned Stock Exchanges within one month of the end of the quarter. Under the Amendment Clause 41, listed companies have been given the option to furnish either audited or unaudited results within a month from the end of the respective quarter (other than the last quarter). Thus, Companies which are ready with audited financial results within a month after the end of the respective quarter will be able to disclose such results without bothering to first disclose unaudited results. However, the audited results shall be accompanied by the audit report. The following relevant provisions should be noted:—

The company shall intimate to the Stock Exchange (normally through Fax, e-mail etc.) within 15 minutes of the closure of the Board meeting in which the unaudited/audited financial results are placed.
Further the company shall publish within 48 hours of the said meeting the unaudited/audited results in the prescribed format in at least one national English newspaper and one Regional language daily newspaper.
The Board of Directors or its sub-committee should take on record the un-audited/audited quarterly results, which shall be signed by Managing Director/Director. The Audit Committee which comprises mostly of independent directors need to review the results before the same is taken up by the board.
The company shall inform the Stock Exchange where its securities are listed about the date of the Board Meeting at least 7 days in advance and shall also issue immediately a press release in at least one national English newspaper and one regional language newspaper about the date of the aforesaid Board or its sub-committee meeting.
The company will furnish segment wise revenue, results and capital employed along with the quarterly unaudited financial results with effect from quarters ending on or after September 30, 2001 as per the prescribed format.
In case of change of name of the company, the new activity of business, turnover and the income from the said new activity shall be separately disclosed for a period of three years from the date of such change.
The quarterly report should be prepared on the basis of accrual accounting policy and in accordance with the uniform accounting practices adopted for all quarters.
Where the company opts to furnish unaudited financial results, there is a provision to provide explanation for variation between items of unaudited and audited quarterly/year to date/annual results if such variation exceeds a particular limit. This provision has been simplified in the revised clause 41. Accordingly, now the listed companies are required to provide explanation for variation between items of unaudited and audited quarterly/year to date/annual results only in respect of net profit or loss after Tax and for exceptional/extraordinary items instead of providing explanation for variation in any of the items in the proforma as exited earlier. Further, the regulator has mandated that such variation should not be more than 10% or Rs. 10 lakh whichever is higher in place of earlier stipulation of 20% or more.
Unaudited quarterly reports for the last quarter need not be published if the company informs the stock exchange in advance that it will publish audited results within 3 months from the end of the accounting year.
The company will have the option to publish consolidated quarterly results in addition to the unaudited quarterly results of the parent company.
The quarterly unaudited results are subject to limited review by the Statutory Auditors of the company.
In respect of the half yearly results, if the company intimates in advance to the Stock Exchange/s that it will publish audited half yearly financial results within two months of the close of the half year then in such a case unaudited results and limited review need not be published/given to the stock exchange/s.
In respect of results for the last quarter of the financial year, if the company intimates in advance to the stock exchange/s that it will publish audited results within a period of 3 months from the end of the last quarter of the financial year, in such a case unaudited results for the last quarter need not be published/given to the Stock Exchange/s.
The manufacturing and trading/services companies which have followed functional (secondary) classification of expenditure in the Annual Profit & Loss Account in their most recent Annual report may furnish results on a quarterly basis in this alternative format.
For detailed information and alternative format and format for submitting quarterly results by banks, please refer to Circular No. SEBI/CFD/DIL/LA/3/2007/10/07 DATED JULY 10, 2007 and Circular No. SEBI/CFD/DIL/LA/2009/3/2 DATED FEBRUARY 3, 2009 of SEBI. The same is available on the website of SEBI i.e., sebi.gov.in

ANNEXURE I to CLAUSE 41
FORMAT for submitting the QUARTERLY FINANCIAL RESULTS
by companies other than banks

S.
No.

Particulars

3 months ended
(dd/mm
/yyyy)

Corresponding 3 months ended in the previous year
(dd/mm/yyyy)

Year to
date
figures for current
period year
ended
(dd/mm/yyyy)

Year to date figures for
previous year
ended
(dd/mm/yyyy)

Previous Accounting
year
(dd/mm/
yyyy)

Audited/
Unaudited* Audited/
Unaudited* Audited/
Unaudited* Audited/
Unaudited* Audited/
Unaudited*

1.

(a) Net Sales/Income from Operations

(b) Other Operating Income

2.

Expenditure

(a) Increase/decrease in stock-in-trade
and work in progress

(b) Consumption of raw materials

(c) Purchase of traded goods

(d) Employees cost

(e) Depreciation

(f) Other expenditure

(g) Total
(Any item exceeding 10% of the total expenditure to be shown separately)

3.

Profit from Operations before Other Income, Interest and Exceptional Items (1-2)

4.

Other Income

5.

Profit before Interest and Exceptional Items (3+4)

6.

Interest

7.

Profit after Interest but before Exceptional
Items (5-6)

8.

Exceptional items

9.

Profit (+)/Loss (-) from Ordinary Activities before tax (7+8)

10.

Tax expense

11.

Net Profit (+)/Loss (-) from Ordinary Activities after tax (9-10)

12.

Extraordinary Item (net of tax expense Rs. ________)

13.

Net Profit(+)/Loss(-) for the period (11-12)

14.

Paid-up equity share capital
(Face Value of the Share shall be indicated)

15.

Reserve excluding Revaluation Reserves as
per balance sheet of previous accounting year

16.

Earnings Per Share (EPS)

a) Basic and diluted EPS before Extraordinary items for the period, for
the year to date and for the previous year (not to be annualized)

b) Basic and diluted EPS after Extraordinary items for the period, for the year to date and for the previous
year (not to be annualized)

17.

Public Shareholding

- No. of shares

- Percentage of shareholding

18.

Promoters and promoter group Shareholding **

a) Pledged/Encumbered

- Number of shares

- Percentage of shares
(as a % of the total shareholding of promoter and promoter group)

- Percentage of shares (as a % of the total share capital of the company)

b) Non-encumbered

- Number of Shares

- Percentage of shares (as a% of the total shareholding of promoter and promoter group)

- Percentage of shares (as a % of the total share capital of the company)

* strike off whichever is not applicable

** for the quarter ended December 2008, March 2009, June 2009 and September 2009 only the figures for the relevant quarter needs to be disclosed.

FORMAT OF THE REVIEW REPORT OF THE COMPANY (EXCEPT BANKS)

"We have reviewed the accompanying statement of unaudited financial results of ............................... ……………………………….. (name of the company) for the period ended …………………………. This statement is the responsibility of the company’s management and has been approved by the Board of Directors. Our responsibility is to issue a report on these financial statements based on our review.

We conducted our review in accordance with the Standard on Review Engagement (SRE) 2400, engagements to review Financial statements issued by the institute of Chartered Accounts of India. This standard requires that we plan and perform the review to obtain moderate assurance as to whether the financial statements are free of material misstatement. A review is limited primarily to inquires of company personnel and analytical procedures applied to financial data and thus provides less assurance than an audit. We have not performed an audit and accordingly, we do not express an audit opinion.

Based on our review conducted as above, nothing has come to our notice that causes us to believe that the accompanying statement of unaudited financial results prepared in accordance with accounting standards and other recognised accounting practices and policies has not disclosed the information required to be disclosed in terms of clause 41 of the Listing Agreement including the manner in which it is to be disclosed, or that it contains any material misstatement."

The Company will furnish segment wise revenue, results and capital employed along with the quarterly unaudited financial results as per the format given below.

Format for Quarterly Reporting of Segment wise Revenue, Results and Capital Employed, under Clause 41 of the Listing Agreement

S. No.	*Particulars*	3 months ended	Corresponding 3 months ended in the previous year	*Year to date figures for current period*	Year to date figures for the previous year	*Previous Accounting year*
		*(1)*	*(2)*	*(3)*	*(4)*	*(5)*
1.	Segment Revenue (net sale/income from each segment should be disclosed under this head). (a) Segment – A (b) Segment – B (c) Segment – C (d) Others Total Less : Inter segment revenue Net sales/income from operations
2.	Segment Results (Profit)(+)/loss(-) before tax and interest from each segment)* (a) Segment – A (b) Segment – B (c) Segment – C (d) Others Total Less : (i) Interest** (ii) Other unallocable expenditure net off unallocable income. Total Profit Before Tax
3.	Capital Employed (Segment assets–Segment Liabilities). (a) Segment – A (b) Segment – B (c) Segment – C (d) Others Total
Profit/Loss before tax and after interest in case of segments having operations which are primarily of financial nature. *Other than the interest pertaining to the segments having operations which are primarily of financial nature.

Note:

Segment Revenue, Segment Results, Segment assets and Segment liabilities shall have the same meaning as defined in the Accounting Standards on Segment Reporting (AS-17) issued by ICAI.
The above information shall be furnished for each of the reportable primary segments as identified in accordance with AS-17, issued by ICAI.